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Blackout Policy

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The purpose of this Policy is to prevent inadvertent violations and to avoid even the appearance of a transaction made pursuant to material, non-public information. This policy prohibits trading in securities of Majestic Capital, Ltd. (the "Company") by officers, directors and certain employees beginning five Trading Days before the end of a quarter and ending after the close of the second Trading Day after earnings are released. A Trading Day is defined as a day on which the NASDAQ Stock Market is open for trading and starts at the time trading begins on such a day.
I. Applicability of Policy

This Policy covers the following persons:

  • All members of the Board of Directors
  • Executive Officers
  • All employees reporting directly to the Chief Financial Officer
  • Certain employees who are involved with the preparation of financial statements, as designated by the Chief Financial Officer
  • Any person who possesses material, non-public information about the Company
  • Investor Relations professionals
  • Family members living in the same household as anyone covered by this Policy


Employees who are not directly covered by this Policy are encouraged to refrain from trading in Company securities during Blackout Periods, to avoid even the appearance of any impropriety.

II. Covered Transactions

This Policy covers the following transactions:

  • Buying or selling Company securities in the open market or through a broker, unless pursuant to a pre-approved Rule 10b5-1 Trading Plan
  • Trading Company Options (puts, calls, etc...)

III. Permissible Transactions

The following transactions do not fall under the coverage of this Policy and are therefore permissible even during blackout periods:

  • Regular and matching contributions to the Company stock fund in a benefit plan.
  • Gifts of Company stock, unless there is reason to believe that the recipient intends to sell the Company stock during the blackout period.
  • Transfers of Company stock to or from a trust.
  • Transactions pursuant to a pre-approved Rule 10b5-1 Trading Plan

IV. Annual Blackout Periods

In addition to the standard end of quarter blackout periods, the Company may at times, impose other blackout periods by notifying those affected.

At the end of each year, the Company will provide each Director, Officer and employee with a schedule of the Blackout Dates for the upcoming year. If any releases are delayed, the Blackout Period may be extended as necessary. The Company will post blackout dates on the Company web site. It is the responsibility of each Director and Executive Officer to confirm that they are not in violation of this Policy when trading in Company securities.

The 2009 Blackout periods are outlined below

Blackout dates are the period from 5 trading days before the end of a quarter until after the close of trading of the 2nd full day of trading after earnings are released.

Period of BlackoutPeriod of Open Trading
Period EndedEarnings Release Date FromToFromTo
Year-End 2009 12/31/2009 3/4/2010 12/24/2009 TBD TBD TBD
Q1 2010 3/31/2010 5/6/2010 3/25/2010 5/11/2010 5/12/2010 6/23/2010
Q2 2010 6/30/2010 8/5/2010 6/24/2010 8/9/2010 8/10/2010 9/23/2010
Q3 2010 9/30/2010 11/4/2010 9/24/2010 11/8/2010 11/9/2010 12/23/2010
Year-End 2010 12/31/2010 TBD 12/24/2010 TBD TBD TBD

V. Policy Enforcement

It is the responsibility of the Chief Compliance Officer to enforce compliance with this Policy. Should any questions arise concerning this Policy, please contact the Chief Compliance Officer or General Counsel.


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